FIFTH DIVISION October 27, 2023

IN THE APPELLATE COURT OF ILLINOIS FIRST DISTRICT

No. 1-22-0973

) FAIRFIELD HOMES, INC., ) Appeal from the ) Circuit Court of Plaintiff-Appellant, ) Cook County. ) v. ) No. 2021 CH 00679 ) JASON AMRANI and SARAH WARREN, ) Honorable ) Anna M. Loftus, Defendants-Appellees. ) Judge Presiding. )

JUSTICE MIKVA delivered the judgment of the court, with opinion. Presiding Justice Mitchell and Justice Lyle concurred in the judgment and opinion.

OPINION

¶1 A dispute arose between the parties, Fairfield Homes, Inc. (Fairfield) and homeowners

Jason Amrani and Sarah Warren (homeowners), about construction of a single-family home. The

parties submitted their dispute to arbitration. The arbitrator awarded $41,166.88 to Fairfield. The

arbitration award further provided that “Fairfield shall supply the Owners appropriate releases and

waivers of liens as a condition of receiving payment.”

¶2 Without providing all waivers from its subcontractors, Fairfield filed a petition to enroll

the award in the circuit court. Fairfield later filed a motion for postjudgment interest, costs, and

fees, and a separate motion to vacate the portion of the award that conditioned payment on Fairfield

providing the waivers. The circuit court enrolled the award, denied the motion to partially vacate, No. 1-22-0973

and denied postjudgment interest, costs, and fees.

¶3 On appeal, Fairfield argues that the circuit court erred in denying postjudgment interest,

court costs, and attorney fees in its favor. For the reasons that follow, we affirm.

¶4 I. BACKGROUND

¶5 Fairfield contracted to build a single-family home for Jason Amrani and Sarah Warren.

The homeowners terminated the contract with Fairfield mid-project amid disputes about defective

construction. Fairfield demanded compensation for work they had completed and the homeowners

demanded reimbursement for damages they had incurred.

¶6 The contract included an agreement to arbitrate and the following clause: “The prevailing

party in any arbitration, court or other proceeding shall be entitled to reasonable attorney’s fees

and costs.” The parties submitted their dispute to arbitration. After considering the claims of both

parties, the arbitrator awarded $41,166.88 to Fairfield. The arbitration award provided that

“Fairfield shall supply the Owners appropriate releases and waivers of liens as a condition of

receiving payment.” The arbitrator did not award any fees or costs to either party.

¶7 On February 11, 2021, Fairfield filed a petition in the circuit court to enroll the arbitration

award. On August 17, 2021, the homeowners moved, under section 2-619 of the Code of Civil

Procedure (735 ILCS 5/2-619 (West 2020)), to dismiss Fairfield’s petition. The homeowners’

motion attached a March 15, 2021 “Disposition for Application of Modification/Clarification of

Award” in which the arbitrator had clarified that “[t]he phrase ‘appropriate releases and waivers

of lien’ ” in the original award “include[d] those from [Fairfield] as well as any [from Fairfield’s]

subcontractors who have lien rights against the property in question, which [arose] out of their

work as a subcontractor of [Fairfield].” The homeowners argued that Fairfield’s petition should be

dismissed because they had not received lien waivers from all of Fairfield’s subcontractors and

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were waiting on Fairfield to provide those waivers before paying the $41,166.88.

¶8 On January 19, 2022, Fairfield filed a motion to vacate the portion of the award requiring

it to provide lien waivers from the subcontractors. Fairfield argued that the subcontractors were

not parties to the arbitration and the arbitrator therefore exceeded his authority in demanding

Fairfield provide the waivers. In the homeowners’ response, they argued that the arbitrator did not

direct nonparties to take actions, but instead mandated Fairfield provide lien waivers from its

subcontractors.

¶9 Simultaneous with its motion to partially vacate the award, Fairfield filed a separate motion

for postjudgment interest, court costs, and attorney fees arising out of the petition to enroll the

award. Fairfield stated it was not paid, and interest should therefore have begun accruing starting

from when the arbitrator issued the award. Fairfield claimed that it had, in place of providing the

waivers, offered to indemnify the homeowners.

¶ 10 The homeowners argued in response that “it would be inequitable to reward Fairfield [with

interest] for [Fairfield’s] refusal to comply with [the condition requiring it to provide lien waivers]

under the award.” The homeowners also argued that costs and fees would be inappropriate because

“there was simply no need to seek this [enrollment as] the homeowners have never contested the

enforceability of the Award and have repeatedly indicated their readiness and willingness to pay.”

¶ 11 On June 1, 2022, the circuit court enrolled the award and denied the motion to partially

vacate. On June 6, 2022, the circuit court denied Fairfield’s motion for postjudgment interest,

costs, and fees. On June 30, 2022, Fairfield filed a notice of appeal.

¶ 12 On December, 19, 2022, in response to Fairfield’s motion to file a bystander’s report, the

court restated its previous ruling and reasoning with a court reporter present. As the court explained

on the record: “due to the condition precedent established by the arbitrator, the ball remained in

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Fairfield Home’s court.” It would therefore “be inequitable to reward Fairfield *** with interest.”

¶ 13 The court also explained its denial of costs and fees to Fairfield. It noted that Fairfield’s

claim under the Mechanics Lien Act (770 ILCS 60/0.01 et seq. (West 2020)) was misplaced, since

this was not a mechanic’s lien case. The court declined to award fees under the Uniform Arbitration

Act (Arbitration Act) (710 ILCS 5/1 et seq. (West 2020)), noting that, “while the costs and

attorney’s fees have been awarded in *** arbitration cases where a party refused [to comply with

an award] without justification, [here], there [was] no basis to conclude that the [homeowners]

failed to abide by the arbitration award.” Additionally, the court did not find an authority allowing

the court to “reach back to the provision in the [underlying] contract” to award attorney fees when

the arbitrator had denied fees.

¶ 14 II. JURISDICTION

¶ 15 The circuit court issued a judgment order resolving all claims on June 6, 2022. Fairfield

timely filed its notice of appeal on June 30, 2022. This court has jurisdiction over this appeal,

pursuant to Illinois Supreme Court Rule 301 (eff. Feb. 1, 1994) and 303 (eff. Jul. 1, 2017),

governing appeals from final judgments entered by the circuit court in civil cases.

¶ 16 III. ANALYSIS

¶ 17 On appeal, Fairfield argues that (1) postjudgment interest should accrue beginning on the

date that the arbitrator issued the award, (2) the Mechanics Lien Act applies and provides for

cost shifting, and (3) the provision in the underlying contract between the parties providing for

fee shifting should apply to Fairfield’s petition to enroll the arbitration award and this appeal.

¶ 18 The homeowners respond that no interest was due because payment was conditioned on

Fairfield providing lien waivers, which were not provided. They further argue that Fairfield is not

entitled to fees or costs as the action was unnecessary. The homeowners also contend that they are

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entitled to sanctions under Illinois Supreme Court Rule 375(b) (eff. Feb. 1, 1994). We address

each issue in turn.

¶ 19 A. Postjudgment Interest

¶ 20 Section 2-1303 of the Code of Civil Procedure (735 ILCS 5/2-1303 (West 2020)), which

speaks directly to civil judgments, also governs interest on arbitration awards. Ryan v. Kontrick,

(1999). The statute provides that “judgments recovered in any court

draw interest at the rate of 9% per annum from the date of the judgment until satisfied” and “[w]hen

judgment is entered upon any award, report or verdict, interest shall be computed at the above rate,

from the time when made or rendered to the time of entering judgment upon the same, and included

in the judgment.” 735 ILCS 5/2-1303(a) (West 2020).

¶ 21 We generally defer to a circuit court’s decision on a request for interest on a judgment.

Milligan v. Gorman,

(2004). However, where, as here, “the facts show

that there is no dispute as to the existence of a fixed debt based on a written instrument, reviewing

courts will not defer to a trial court’s denial of interest but will, instead, employ de novo review

since only issues of law are involved.” Chandra v. Chandra,

.

¶ 22 To the extent that Fairfield suggests portions of the arbitrator’s award are illegitimate, our

“review of an arbitrator’s award is extremely limited.” (Internal quotation marks omitted.) Western

Illinois University v. Illinois Education Labor Relations Board,

. “[T]he

award must be construed, if possible, as valid.” City of Chicago v. Fraternal Order of Police,

Chicago Lodge No. 7,

. “Furthermore, there is a presumption that the

arbitrator did not exceed his authority.” Herricane Graphics, Inc. v. Blinderman Construction Co.,

(2004).

¶ 23 Fairfield argues that “the arbitrator did not have the authority to order Fairfield to provide

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final lien waivers from subcontractors who were not a party to the arbitration” and, as a result,

interest should accrue from the moment the arbitrator issued the award because the prerequisite

conditioning the accrual’s timing was invalid.

¶ 24 However, we agree completely with the circuit court that the arbitrator’s award did not

direct the lien waiver requirement at the subcontractors. Rather, the award required Fairfield to

provide appropriate releases and waivers of lien from both Fairfield and its subcontractors. The

award did not place any obligation on nonparties.

¶ 25 Fairfield also argues it fundamentally complied with the prerequisite because it provided

the homeowners with “its [own] waiver of lien and [an] offer to indemnify [the homeowners] for

any claims by subcontractors.” Fairfield is essentially trying to alter the arbitration award. The

award required Fairfield to provide lien waivers, not indemnification. “[W]hen an agreement

contemplates that the arbitrator will determine remedies for *** contractual violations, courts have

no authority to disagree with [the arbitrator’s] honest judgment in that respect.” American

Federation of State, County & Municipal Employees, AFL-CIO v. Department of Central

Management Services,

(1996). The arbitrator has already addressed the issue

of remedies, and this court will not intervene.

¶ 26 The thrust of Fairfield’s argument is that its failure to provide the homeowners with lien

waivers should not affect the usual rule concerning postjudgment interest. The rule provides that

interest accrues once “the amount of money to be paid [is] certain and *** the judgment debtor

enjoy[s] the improper use of the money during the period for which interest is to be awarded.”

Robinson v. Robinson,

(1986).

¶ 27 In support of its position, Fairfield cites several cases interpreting the postjudgment interest

provisions of the Illinois code using strict language that would not seem to comprehend exceptions.

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See, e.g., Certain Underwriters at Lloyd’s, London v. Abbot Laboratories,

, ¶ 62 (“The trial court has no discretion to deny postjudgment interest, as the imposition

of statutory interest from the date the final judgment was entered is mandatory.”); Illinois Health

Maintenance Organization Guaranty Ass’n v. Department of Insurance,

(2007) (“section 2-1303 of the Code of Civil Procedure [citation], which deals with postjudgment

interest, is mandatory”); Longo v. Globe Auto Recycling, Inc.,

(2001)

(“Courts have held that the legislature did not vest the trial court with discretion in assessing

interest under section 2-1303 of the Code.”); People ex rel. Holland v. Halprin,

(1975) (“The language of the statute is positive and self-executing. The trial court is

without authority or discretion to limit the interest which thereby accrues upon a judgment.”).

None of these cases, however, has a similar condition precedent in the damage award and they are

therefore not controlling in this case.

¶ 28 “The purpose of awarding interest on a judgment until it is paid is to make the successful

plaintiff whole because prior to payment he was denied access to the funds defendant owed him.”

4220 Kildare, LLC v. Regent Insurance Co.,

. Postjudgment interest

is “neither a penalty nor a bonus, but instead a preservation of the economic value of an award

from diminution caused by delay.” Illinois State Toll Highway Authority v. Heritage Standard

Bank & Trust Co.,

(1993). Such interest ensures that the “defendant bears the

full cost of his conduct.” Cotton v. Coccaro,

.

¶ 29 As we have recognized, albeit in a different fact scenario, interest does not accrue where

the debtor should not be expected to make the payment. In Owens v. Stokoe,

(1988), a jury awarded the plaintiff $40,000 but reduced the award to $10,000, based on its

finding that the plaintiff was 75% contributorily negligent. On appeal, this court held that it was

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an error to place the issue of contributory negligence before the jury.

. We modified the

award to reinstate the $40,000.

. On remand, the trial court ruled that postjudgment

interest should apply retroactively to the $40,000 originally awarded and improperly reduced.

On appeal from that decision, we disagreed with the circuit court’s ruling on remand.

.

¶ 30 There, as here, “the plaintiff’s argument rests upon the assumption that the setting of an

exact amount of damages triggers the accrual of interest.”

. We clarified:

“In most cases, the plaintiff would be correct that the setting of a definite amount

triggers the accrual of interest. However, that is only because generally at that time the

defendant is afforded the opportunity to tender the amount owed and thereby forestall the

accrual of interest. The triggering event is not the setting of a definite amount by itself, but

the setting of a definite amount so that the judgment debtor has a reasonable opportunity

to avoid accruing interest.”

¶ 31 In Owens, as in this case, there was no reason for the defendant to pay the amount due at

the time of the initial judgment. Indeed, as this court noted, it would have been “unwise” for the

defendant to have tendered that amount.

In this case, it would have been similarly unwise for

the homeowners to have paid the amount awarded to Fairfield without receipt of the lien waivers

that the arbitrator had ordered.

¶ 32 While we have not found, and the parties have not cited, Illinois cases that have arisen in

the context of a condition precedent as a reason to postpone the accrual of interest, a very similar

case was decided by the Supreme Court of Alabama. Southeast Construction, L.L.C. v. WAR

Construction, Inc.,

(Ala. 2015). In that case, an arbitration panel awarded a

judgment to the plaintiff but conditioned payment “upon *** receipt of reasonably appropriate and

adequate releases of liens against [the defendant].” (Internal quotation marks omitted.)

.

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When the plaintiff did not provide the releases, the defendant withheld payment.

The plaintiff

later provided the waivers but argued postjudgment interest should accrue from the date of the

arbitration award and not the date the plaintiff provided the last waiver.

. The Supreme

Court of Alabama disagreed, holding that, even though the arbitration award specifically said that

interest would accrue as of the date of the award, “interest [shall] not be calculated based on the

date of the arbitration award; rather, interest [must] be tied to the date the court confirmed that [the

plaintiff] produced the ordered releases.”

While that holding rested in part on the “law of the

case” doctrine, the court’s recognition in that case that a required lien waiver may be a basis for

postponing any accrual of interest is equally applicable here.

.

¶ 33 Fairfield argues that Shackelford v. Allstate Fire & Casualty Insurance Co.,

, is directly on point. There, we held that postjudgment interest should begin to accrue

at the time an arbitrator entered the award at issue in the case, even though the award provided that

payment be made “subject to ‘all applicable setoffs and liens to be resolved by the Parties and their

Attorneys.’ ” Id. ¶ 13. Fairfield argues that the reference to “setoffs and liens” is analogous to the

lien waivers here. But “setoffs and liens” were not a condition for payment in Shakelford. Rather,

the liens were a setoff, and the balance, which was due immediately, was subject to interest. Id.

¶ 16. Shackelford provides no support to Fairfield in this case, where lien waivers are a condition

precedent to any payment.

¶ 34 The circuit court properly denied Fairfield’s motion for postjudgment interest.

¶ 35 B. Court Costs and Attorney Fees

¶ 36 Fairfield argues it is entitled to fees and costs arising from its action to enroll the arbitration

award and this appeal. “Illinois follows the ‘American Rule,’ which provides that absent statutory

authority or a contractual agreement, each party must bear its own attorney fees and costs.”

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Housing Authority of Champaign County v. Lyles,

(2009). Fairfield

finds statutory authority for cost-shifting in the Mechanics Lien Act. It finds a contractual basis

for attorney fee-shifting in the original contract between the parties.

¶ 37 Section 17 of the Mechanics Lien Act states that “[t]he costs of proceedings as between all

parties to the suit shall be taxed equitably against the losing party.” 770 ILCS 60/17(a) (West

2020). Fairfield contends that it is the prevailing party because it ultimately received the relief it

requested: enrollment of the arbitration award. As the circuit court pointed out, however, there

were no proceedings in this case under the Mechanics Lien Act. This case was decided under the

Arbitration Act, and the Mechanics Lien Act is simply not relevant here.

¶ 38 The Arbitration Act also allows for an award of costs. It provides:

“Upon the granting of an order confirming, modifying or correcting an award, judgment

shall be entered in conformity therewith and be enforced as any other judgment. Costs of

the application and of the proceedings subsequent thereto, and disbursements may be

awarded by the court as to the court seems just.” (Emphasis added.) 710 ILCS 5/14 (West

2020).

¶ 39 Because the statute affords the circuit court discretion, we will not disturb its decision

absent an abuse of that discretion. See Stein v. Feldmann,

(1980). As the

circuit court made clear in its denial of costs, there was “no basis to conclude that the

[homeowners] failed to abide by the arbitration award.” We agree, and thus, we do not find the

circuit court’s refusal to award costs under the statute to be an abuse of discretion.

¶ 40 Fairfield contends it is also entitled to attorney fees stemming from a fee-shifting provision

in the underlying agreement between the parties. It argues that, despite the arbitrator’s denial of

fees, the fee-shifting provision should apply to Fairfield’s enrollment action and this appeal, and

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that the circuit court erred, as a matter of law, in finding that provision not applicable to the petition

to enroll the award. The provision states that “[t]he prevailing party in any arbitration, court or

other proceeding shall be entitled to reasonable attorney’s fees and costs.”

¶ 41 “Generally, a trial court has broad discretion to award attorney fees, and its decision will

not be disturbed on appeal absent an abuse of that discretion.” Northbrook Bank & Trust Co. v.

Abbas,

, ¶ 61. But where, as here, the party’s claim is that the circuit

court made a legal error, our standard of review is de novo. Erlenbush v. Largent,

(2004).

¶ 42 In support of its claim of error, Fairfield cites Stein v. Spainhour,

(1990),

and Steiner Electric Co. v. Maniscalco,

. In Stein,

, we held that the fee-shifting provisions in an underlying lease were broad enough to allow for

an award of fees incurred in defending the circuit court’s decision on appeal. In Steiner,

, we held that “the [fee-shifting] terms [in an underlying contract] were

broad enough to embrace the expenses incurred *** in [the] subsequent suit to enforce the

judgment under that contract.” Fairfield argues that based on these cases, the fee provision of the

contract extends to postjudgment proceedings.

¶ 43 We do not disagree with Fairfield that a fee provision may be broad enough to provide for

fee-shifting awards in post-arbitration or postjudgment actions. But as the cases that Fairfield cites

make clear, the rationale for extending the fee provision to such actions is that these proceedings

are necessary to enforce or preserve a judgment in one party’s favor. See Steiner Electric Co.,

; Stein,

. In this case, however, there was

no necessary post-arbitration action. When Fairfield filed its petition, it had not complied with the

award’s condition precedent. There was, at that time, no need to pursue litigation. Fairfield

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acknowledges in its brief that, once it provided the lien waivers, the homeowners paid.

¶ 44 Nor can Fairfield properly be considered a prevailing party—a necessary predicate for any

fee award. Here, Fairfield sought to vacate the portion of the award requiring it to provide lien

waivers from subcontractors. It was not successful. Nor was Fairfield successful in obtaining

postjudgment interest, costs, or fees. Nor are they successful now on appeal. Fairfield’s actions

following the arbitration award have not changed the outcome in any discernible way. The only

aspect of this dispute in which Fairfield is arguably the prevailing party occurred during arbitration,

and the arbitrator denied fees. Therefore, the circuit court’s denial of Fairfield’s motion for attorney

fees for the circuit court action is affirmed.

¶ 45 C. Sanctions

¶ 46 The homeowners request sanctions under Rule 375(b), arguing that the circuit court’s

“ruling was thoughtful, logical, and thorough” and a “reasonably prudent attorney would not have

brought an appeal of these claims.”

¶ 47 Illinois Supreme Court Rule 375(b) (eff. Feb. 1, 1994) provides that sanctions “may be

imposed” under certain circumstances, including if “it is determined that the appeal or other action

itself is frivolous.” “The imposition of Rule 375 sanctions is left entirely to the discretion of the

reviewing court.” Parkway Bank & Trust Co. v. Korzen,

, ¶ 87. While

we agree with the homeowners that the arguments raised on appeal should all be rejected and that

the circuit court’s analysis was careful and sound, we do not think that Fairfield’s appeal in this

case is “frivolous” such that sanctions should be awarded under Rule 375.

¶ 48 IV. CONCLUSION

¶ 49 For the foregoing reasons, we affirm the circuit court’s denial of postjudgment interest,

court costs, and attorney fees in favor of Fairfield.

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¶ 50 Affirmed.

13 No. 1-22-0973

Fairfield Homes, Inc. v. Amrani,

Decision Under Review: Appeal from the Circuit Court of Cook County, No. 2021-CH- 00679; the Hon. Anna M. Loftus, Judge, presiding.

Attorneys Channing B. Hesse and Shannon Cottrell, of Grogan Hesse & Uditsky, P.C., of Oakbrook Terrace, for appellant. for

Appellant:

Attorneys David A. Eisenberg and Alexander N. Loftus, of Loftus & Eisenberg, Ltd., of Chicago, for appellees. for

Appellee:

14